SEC Form 4 · accession 0001683168-26-006637
Bridger Aerospace Group Holdings, Inc. · BAER
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey E Kelter
Director
Period of report
Aug 19, 2026
Accepted (ET)
Aug 20, 2026 · 7:00 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001941536
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Aug 19, 2026 | P | 50,000 | $1.2032 | A | 1,036,273 | D | |
| Common StockF1,F3 | Aug 19, 2026 | P | 50,000 | $1.2032 | A | 352,020 | I | By K5 Equity Capital Holdings, LLC |
| Common StockF1,F4,F5 | Aug 19, 2026 | P | 50,000 | $1.2032 | A | 677,800 | I | By Windy Point Investments LLC |
| Common StockF6,F2 | Aug 20, 2026 | P | 50,000 | $1.1574 | A | 1,086,273 | D | |
| Common StockF7,F3 | Aug 20, 2026 | P | 50,000 | $1.1572 | A | 402,020 | I | By K5 Equity Capital Holdings, LLC |
| Common StockF7,F4,F5 | Aug 20, 2026 | P | 50,000 | $1.1568 | A | 727,800 | I | By Windy Point Investments LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares were acquired by the Reporting Person in open-market transactions at prices ranging from $1.1600 to $1.2200. The price reported above reflects the weighted average price. The Reporting Person undertakes to provide the SEC, the Issuer or any security holder, upon request, full information regarding the number of shares purchased at each separate price.
- F2Includes 42,498 shares which vest generally as follows: (i) 50% of the shares vest on the first date during the Earnout Period (defined below) on which the VWAP of the shares exceeds $11.50 for a period of at least 20 out of 30 consecutive trading days, and (ii) 50% of the shares vest on the first date during the Earnout Period on which the VWAP exceeds $13.00 for a period of at least 20 out of 30 consecutive trading days (shares vesting on such schedule, the "Earnout Shares"). The "Earnout Period" is the time period beginning on the date immediately following the January 24, 2023 closing of the Issuer's initial business combination (the "Closing Date") and ending on and including the five year anniversary of the Closing Date. Any Earnout Shares not vested by the end of the Earnout Period shall be forfeited back to the Issuer for no consideration.
- F3Kelter Family Investments LLC ("KFI") is the manager to K5 Equity Capital Holdings, LLC (the "Fund"). The Reporting Person is the manager of KFI. By virtue of the relationships described herein, the Reporting Person and KFI may be deemed to indirectly beneficially own the shares of the Issuer's Common Stock held by the Fund. The Reporting Person and KFI disclaim beneficial ownership of the shares of the Issuer's Common Stock held by the Fund for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Act"), except to the extent of their pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose.
- F4Includes 212,491 Earnout Shares.
- F5Mr. Kelter holds shared authority to direct the voting and disposition of shares held by Windy Point Investments LLC. The Reporting Person disclaims beneficial ownership of the shares of the Issuer's Common Stock held by Windy Point Investments LLC for purposes of Rule 16a-1(a) under the Act, except to the extent of the Reporting Person's pecuniary interest therein, if any, and the filing of this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Act or for any other purpose.
- F6These shares were acquired by the Reporting Person in open-market transactions at prices ranging from $1.1350 to $1.1700. The price reported above reflects the weighted average price. The Reporting Person undertakes to provide the SEC, the Issuer or any security holder, upon request, full information regarding the number of shares purchased at each separate price.
- F7These shares were acquired by the Reporting Person in open-market transactions at prices ranging from $1.1300 to $1.1700. The price reported above reflects the weighted average price. The Reporting Person undertakes to provide the SEC, the Issuer or any security holder, upon request, full information regarding the number of shares purchased at each separate price.